FFR 10-Q

FF EAI Robotics Ecosystem Inc. (FFR)

10-Q 2024-11-14 For: 2024-09-30

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Added on April 10, 2026

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Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $.001 per share		QLGN		The Nasdaq Capital Market of The Nasdaq Stock Market LLC

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

		Page
PART I.	Financial Information

Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023	3
	Condensed Consolidated Statements of Operations and Other Comprehensive Loss for the Three and Nine Months Ended September 30, 2024 and 2023	4
	Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the Three and Nine Months Ended September 30, 2024 and 2023	5
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023	6
	Notes to Condensed Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	38

PART II.	Other Information	39

Item 1.	Legal Proceedings	39
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39
Item 3.	Defaults Upon Senior Securities	39
Item 4.	Mine Safety Disclosures	39
Item 5.	Other Information	39
Item 6.	Exhibits	40

	September 30,			December 31,
	2024			2023
ASSETS
Current assets
Cash and cash equivalents	$	388,152		$	401,803
Prepaid expenses and other current assets		626,760			764,964
Short-term note receivable - Marizyme		1,298,082			—
Total current assets		2,312,994			1,166,767
Other assets		—			866,481
Total Assets	$	2,312,994		$	2,033,248

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable	$	1,638,447		$	2,222,983
Accrued expenses and other current liabilities		570,148			560,006
Warrant liabilities		274,042			54,600
Convertible debt		1,090,002			—
Convertible debt - related party		344,229			1,299,216
Convertible debt		344,229			1,299,216
Derivative liabilities		368,288			—
Derivative liabilities - related party		168,689			—
Derivative liabilities		168,689			—
Total current liabilities		4,453,845			4,136,805
Commitments and Contingencies (Note 10)		-			-
Stockholders’ Deficit
Qualigen Therapeutics, Inc. stockholders’ equity (deficit):
Common stock, $0.001 par value; 225,000,000 shares authorized; 548,284 and 107,243 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		65,314			43,262
Additional paid-in capital		119,999,588			114,655,565
Accumulated deficit		(122,205,753	)		(116,802,384	)
Total Stockholders’ Deficit		(2,140,851	)		(2,103,557	)
Total Liabilities & Stockholders’ Deficit	$	2,312,994		$	2,033,248

	2024			2023			2024			2023
	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2024			2023			2024			2023
EXPENSES
General and administrative	$	1,145,152		$	1,336,765		$	3,186,575		$	5,132,834
Research and development		123,429			1,441,598			1,242,101			3,898,061
Total expenses		1,268,581			2,778,363			4,428,676			9,030,895

LOSS FROM OPERATIONS		(1,268,581	)		(2,778,363	)		(4,428,676	)		(9,030,895	)

OTHER EXPENSE (INCOME), NET
(Gain) loss on change in fair value of warrant liabilities		(1,231	)		101,112			(361,137	)		(1,377,855	)
Loss on change in fair value of derivative liabilities		495,693			—			321,080			—
Interest expense		408,359			367,257			808,477			1,288,908
Interest income		(48,082	)		—			(48,082	)		—
Loss on issuance of convertible debt		—			—			358,279			—
(Gain) loss on voluntary conversion of convertible debt into common stock		27,790			—			(56,010	)		1,077,287
Loss on monthly redemptions of convertible debt into common stock		—			—			208,852			—
Gain on settlements of accounts payable		(348,305	)		—			(348,305	)		—
Loss on fixed asset disposal		—			21,747			—			21,747
Other income, net		(6,547	)		(33,454	)		(9,262	)		(33,534	)
Total other expense (income), net		527,677			456,662			873,892			976,553

LOSS BEFORE PROVISION FOR INCOME TAXES		(1,796,258	)		(3,235,025	)		(5,302,568	)		(10,007,448	)

(BENEFIT) PROVISION FOR INCOME TAXES		(2,198	)		—			800			—

NET LOSS FROM CONTINUING OPERATIONS		(1,794,060	)		(3,235,025	)		(5,303,368	)		(10,007,448	)

DISCONTINUED OPERATIONS
Income (loss) from discontinued operations, net of tax		—			159,507			—			(683,008	)
Loss on disposal of discontinued operations, net of tax		—			(619,545	)		(100,000	)		(619,545	)
GAIN (LOSS) FROM DISCONTINUED OPERATIONS		—			(460,038	)		(100,000	)		(1,302,553	)

NET LOSS		(1,794,060	)		(3,695,063	)		(5,403,368	)		(11,310,001	)

Net loss attributable to non-controlling interest from discontinued operations		—			(38,526	)		—			(343,038	)

Net loss available to Qualigen Therapeutics, Inc.	$	(1,794,060	)	$	(3,656,537	)	$	(5,403,368	)	$	(10,966,963	)
Deemed dividend arising from warrant down-round provision	$	(27,587	)	$	—		$	(87,604	)	$	—

Net loss attributable to Qualigen Therapeutics, Inc	$	(1,821,647	)	$	(3,656,537	)	$	(5,490,972	)	$	(10,966,963	)

Net loss per common share, basic and diluted - continuing operations	$	(4.70	)	$	(32.01	)	$	(24.48	)	$	(99.64	)
Net income (loss) per common share, basic and diluted - discontinued operations	$	—		$	(4.17	)	$	(0.45	)	$	(9.55	)
Total net loss per common share, basic and diluted	$	(4.70	)	$	(36.18	)	$	(24.93	)	$	(109.19	)
Weighted-average number of shares outstanding, basic and diluted		387,878			101,049			220,221			100,434

Other comprehensive loss, net of tax
Net loss	$	(1,794,060	)	$	(3,695,063	)	$	(5,403,368	)	$	(11,310,001	)
Foreign currency translation adjustment from discontinued operations		—			—			—			(50,721	)
Other comprehensive loss		(1,794,060	)		(3,695,063	)		(5,403,368	)		(11,360,722	)
Comprehensive loss attributable to noncontrolling interest from discontinued operations		—			(38,526	)		—			(343,038	)
Comprehensive loss attributable to Qualigen Therapeutics, Inc.	$	(1,794,060	)	$	(3,656,537	)	$	(5,403,368	)	$	(11,017,684	)

	Shares		Amount		Capital				Deficit					Deficit
	Common Stock				Additional Paid-In				Accumulated					Total Stockholders’
	Shares		Amount		Capital				Deficit					Deficit
Balance at December 31, 2023		107,243	$	43,262	$	114,655,565		-	$	(116,802,384	)	-	-	$	(2,103,557	)
Monthly redemptions of convertible debt into common stock		22,771		1,138		545,094				—	-	-			546,232
Fair value of warrant modification for professional services		—		—		9,737		-		—		-	-		9,737
Stock-based compensation		—		—		58,651				—					58,651
Net loss		—		—		—				(2,032,751	)				(2,032,751	)
Balance at March 31, 2024		130,013	$	44,400	$	115,269,047		-	$	(118,835,135	)	-	-	$	(3,521,688	)
Voluntary conversion of convertible debt into common stock		28,000		1,400		278,801		-		—		-	-		280,201
Monthly redemptions of convertible debt into common stock		22,726		1,137		355,959				—					357,096
Stock issued upon partial exercise of warrants		11,538		577		149,423		-		—		-	-		150,000
Stock-based compensation		—		—		33,086				—					33,086
Net loss		—		—		—				(1,576,558	)				(1,576,558	)
Balance at June 30, 2024		192,278	$	47,514	$	116,086,316		-	$	(120,411,693	)	-	-	$	(4,277,863	)
Issuance of common stock and prefunded warrants in public offering		294,481		14,724		3,038,624		-		—		-	-		3,053,348
Voluntary conversion of convertible debt into common stock		38,222		1,911		452,972		-		—		-	-		454,883
Fair value of warrant modification for professional services		—		—		2,299				—					2,299
Stock issued upon partial exercise of warrants		20,460		1,023		264,958				—					265,981
Restricted share settlements issued to former Board members		2,843		142		142,209		-		—		-	-		142,351
Fair value of warrants reclassified from equity to liabilities		—		—		(14,998	)								(14,998	)
Stock-based compensation		—		—		27,208		-		—		-	-		27,208
Net loss		—		—		—				(1,794,060	)				(1,794,060	)
Balance at September 30, 2024		548,284	$	65,314	$	119,999,588		-	$	(122,205,753	)	-	-	$	(2,140,851	)

					Additional		Accumulated Other						Total Qualigen Therapeutics, Inc.						Total
	Common Stock				Additional Paid-In		Accumulated Other Comprehensive			Accumulated			Total Qualigen Therapeutics, Inc. Stockholders’			Noncontrolling			Total Stockholders’
	Shares		Amount		Capital		Income			Deficit			Equity			Interest			Equity
Balance at December 31, 2022		84,215	$	42,110	$	110,528,050	$	50,721		$	(103,385,172	)	$	7,235,709		$	1,530,881		$	8,766,590
Voluntary conversion of convertible debt into common stock		16,835		842		1,111,740		—			—			1,112,582			—			1,112,582
Stock-based compensation		—		—		247,657		—			—			247,657			4,569			252,226
Foreign currency translation adjustment		—		—		—		119,723			—			119,723			56,497			176,220
Net loss		—		—		—		—			(3,846,221	)		(3,846,221	)		(261,028	)		(4,107,249	)
Balance at March 31, 2023		101,049	$	42,952	$	111,887,447	$	170,444		$	(107,231,393	)	$	4,869,450		$	1,330,919		$	6,200,369
Balance		101,049	$	42,952	$	111,887,447	$	170,444		$	(107,231,393	)	$	4,869,450		$	1,330,919		$	6,200,369
Stock-based compensation		—		—		667,383		—			—			667,383			4,728			672,111
Foreign currency translation adjustment		—		—		—		(38,553)			—			(38,553)			(18,194)			(56,747)
Net loss		—		—		—		—			(3,464,205	)		(3,464,205	)		(43,484	)		(3,507,689	)
Balance at June 30, 2023		101,049	$	42,952	$	112,554,830	$	131,891		$	(110,695,598	)	$	2,034,075		$	1,273,969		$	3,308,044
Stock-based compensation		—		—		113,801		—			—			113,801			—			113,801
Net loss		—		—		—		—			(3,656,537	)		(3,656,537	)		(38,526	)		(3,695,063	)
Deconsolidation of discontinued operations		—		—		—		(131,891	)		—			(131,891	)		(1,235,443	)		(1,367,334	)
Balance at September 30, 2023		101,049	$	42,952	$	112,668,631	$	—		$	(114,352,135	)	$	(1,640,552	)	$	—		$	(1,640,552	)
Balance		101,049	$	42,952	$	112,668,631	$	—		$	(114,352,135	)	$	(1,640,552	)	$	—		$	(1,640,552	)

	Qualigen, Inc.		NanoSynex		Total		Qualigen, Inc.			NanoSynex		Total			Qualigen, Inc.		NanoSynex			Total			Qualigen, Inc.			NanoSynex			Total
			Three Months Ended September 30, 2024							Nine Months Ended September 30, 2024							Three Months Ended September 30, 2023									Nine Months Ended September 30, 2023
	Qualigen, Inc.		NanoSynex		Total		Qualigen, Inc.			NanoSynex		Total			Qualigen, Inc.		NanoSynex			Total			Qualigen, Inc.			NanoSynex			Total
Loss on disposal of discontinued operations, net of tax	$	—	$	—	$	—	$	—		$	—	$	—		$	90,778	$	68,729		$	159,507		$	(171,701	)	$	(511,307	)	$	(683,008	)
Income (loss) from discontinued operations, net of tax		—		—		—		(100,000	)		—		(100,000	)		3,859,465		(4,479,010	)		(619,545	)		3,859,465			(4,479,010	)		(619,545	)
GAIN (LOSS) FROM DISCONTINUED OPERATIONS	$	—	$	—	$	—	$	(100,000	)	$	—	$	(100,000	)	$	3,950,243	$	(4,410,281	)	$	(460,038	)	$	3,687,764		$	(4,990,317	)	$	(1,302,553	)

	For the Three Months Ended September 30,		For the Nine Months September 30,
	2023		2023
REVENUES
Net product sales	$	426,920	$	3,661,121
Total revenues		426,920		3,661,121

EXPENSES
Cost of product sales		269,747		2,551,114
General and administrative		26,346		610,559
Research and development		2,612		206,819
Sales and marketing		37,288		405,626
Total expenses		335,993		3,774,118

OTHER EXPENSE (INCOME), NET
Loss on disposal of equipment held for lease		—		63,302
Other expense (income), net		149		(4,898	)
Loss on fixed asset disposal		—		300
Total other expense (income), net		149		58,704

INCOME (LOSS) FROM DISCONTINUED OPERATIONS OF QUALIGEN, INC.		90,778		(171,701	)

Gain on sale of Qualigen, Inc.		3,859,465		3,859,465

INCOME (LOSS) FROM DISCONTINUED OPERATIONS OF QUALIGEN, INC.	$	3,950,243	$	3,687,764

	For the Three Months Ended September 30,			For the Nine Months September 30,
	2023			2023
EXPENSES
Research and development	$	81,640		$	869,064
Total expenses		81,640			869,064

Loss on disposal of discontinued operations		4,479,010			4,479,010

(BENEFIT) PROVISION FOR INCOME TAXES		(150,369	)		(357,757	)

LOSS FROM DISCONTINUED OPERATIONS OF NANOSYNEX, LTD.		(4,410,281	)		(4,990,317	)

Loss attributable to noncontrolling interest		(1,276,969	)		(1,578,481	)

NET LOSS ATTRIBUTABLE TO STOCKHOLDERS	$	(3,133,312	)	$	(3,411,836	)

	Common Stock Warrants
	Shares			Weighted– Average Exercise Price		Range of Exercise Price		Weighted– Average Remaining Life (Years)
Total outstanding – December 31, 2023		9,113		$	36.50	$	36.50 - $36.50		0.49
Granted		52,474		$	10.96	$	6.50 - $13.00		4.41
Exercised		—			—		—		—
Reclassified from equity		2,314		$	6.50	$	6.50 - $6.50		4.41
Expired		(25,586	)	$	13.00	$	13.00 - $13.00		—
Forfeited		—			—		—		—
Total outstanding – September 30, 2024		38,315		$	6.50	$	6.50 - $6.50		4.41
Exercisable		38,315		$	6.50	$	6.50 - $6.50		4.41

	Common Stock Warrants
	Shares		Weighted– Average Exercise Price		Range of Exercise Price		Weighted– Average Remaining Life (Years)
Total outstanding –December 31, 2022		76,992	$	76.72	$	66.00 - $82.50		3.9
Granted		—		—		—		—
Exercised		—		—		—		—
Expired		—		—		—		—
Forfeited		—		—		—		—
Total outstanding – September 30, 2023		76,992	$	76.72	$	66.00 - $82.50		3.16
Exercisable		76,992	$	76.72	$	66.00 - $82.50		3.16

	Quoted
	Market		Significant
	Prices for		Other		Significant
	Identical		Observable		Unobservable
	Assets		Inputs		Inputs
Common Stock Warrant Liabilities	(Level 1)		(Level 2)		(Level 3)			Total
Balance as of December 31, 2023	$	—	$	—	$	54,600		$	54,600
Granted		—		—		565,582			565,582
Exercised		—		—		—			—
Reclassified from equity		—		—		14,997			14,997
Gain on change in fair value of warrant liabilities		—		—		(361,137	)		(361,137	)
Balance as of September 30, 2024	$	—	$	—	$	274,042		$	274,042

	September 30, 2024						September 30, 2023
	Actual			Weighted Average			Range			Weighted Average
Risk-free interest rate		3.61% — 3.61	%		3.61	%		4.523% — 5.401	%		4.83	%
Expected volatility (peer group)		119.5% — 119.5	%		119.5	%		57.9% — 134.5	%		108.41	%
Term of warrants (years)		4.41 — 4.41			4.41			0.14 — 4.73			3.16
Expected dividend yield		0.00	%		0.00	%		0.00	%		0.00	%

	September 30, 2024			December 31, 2023
Convertible debt	$	1,100,000		$	—
Discount on convertible debt		(9,998	)		—
Total convertible debt	$	1,090,002		$	—

Derivative Liabilities Arising From Issuance of Convertible Debt		Quoted Market Prices for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Balance as of December 31, 2023	$	—	$	—	$	—	$	—
Granted		—		—		215,897		215,897
Loss on change in fair value of derivative liabilities		—		—		321,080		321,080
Balance as of September 30, 2024	$	—	$	—	$	536,977	$	536,977

	September 30, 2024
	Actual			Weighted Average
Risk-free interest rate		4.79% — 4.79	%		4.79	%
Expected volatility (peer group)		139.5% — 139.5	%		139.5	%
Remaining term (years)		0.25 — 0.25			0.25
Expected dividend yield		0.00	%		0.00	%

	As of September 30,
	2024		2023
Shares of common stock subject to outstanding options		6,740		8,324
Shares of common stock subject to outstanding warrants		90,023		81,199
Shares of common stock subject to outstanding convertible debt		246,003		—
Total common stock equivalents		342,766		89,523


Exercise of issued and future grants of stock options			15,114
Conversion of convertible debt			246,004
Exercise of stock warrants			329,479
Total			590,597

	Shares			Weighted– Average Exercise Price		Range of Exercise Price		Weighted– Average Remaining Life (Years)
Total outstanding – December 31, 2023		7,978		$	1,760.26	$	256.80 — $2,565.00		7.06
Granted		—			—		—		—
Expired		—			—		—		—
Forfeited		(1,239	)	$	743.77	$	256.80 — $2,565.00		—
Total outstanding – September 30, 2024		6,739		$	1,947.06	$	256.80 — $2,565.00		6.22
Exercisable (vested)		6,153		$	2,103.52	$	256.80 — $2,565.00		6.08
Non-Exercisable (non-vested)		586		$	305.69	$	256.80 — $620.00		7.71

●	Expected dividend yield. The expected dividend is assumed to be zero, as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock.

●	Expected stock-price volatility. The Company’s expected volatility is derived from the average historical volatilities of publicly traded companies within the Company’s industry that the Company considers to be comparable to the Company’s business over a period approximately equal to the expected term, because the Company does not have sufficient stock price history over the expected term.

●	Risk-free interest rate. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term.

●	Expected term. The expected term represents the period that the stock-based awards are expected to be outstanding. The Company’s historical share option exercise experience does not provide a reasonable basis upon which to estimate an expected term because of a lack of sufficient data. Therefore, the Company estimates the expected term by using the simplified method provided by the SEC. The simplified method calculates the expected term as the average of the time-to-vesting and the contractual life of the options.

	2024		2023		2024		2023
	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
General and administrative	$	27,208	$	73,384	$	94,264	$	881,365
Research and development		—		40,417		24,680		140,674
Total	$	27,208	$	113,801	$	118,944	$	1,022,039

	Common Stock
	Shares			Weighted– Average Exercise Price		Range of Exercise Price		Weighted– Average Remaining Life (Years)
Total outstanding – December 31, 2023		50,141		$	36.50	$	36.50 — $36.50		4.47
Granted		70,021		$	6.81	$	6.50 — $7.80		4.54
Pre-funded investor warrants issued		239,456		$	0.05	$	0.05 — $0.05		n/a
Exercised		(31,998	)	$	13.00	$	13.00 — $13.00		—
Reclassified to liabilities		(2,314	)	$	6.50	$	6.50 — $6.50		4.41
Expired		—			—		—		—
Forfeited		—			—		—		—
Total outstanding – September 30, 2024		325,306		$	6.50	$	0.00 — $6.50		n/a
Exercisable		309,287		$	6.50	$	0.00 — $6.50		n/a
Non-Exercisable		16,019		$	7.80	$	7.80 — $7.80		4.94

	●	our ability to procure sufficient working capital to continue and complete the development, testing and launch of our prospective drug products;

	●	our ability to successfully develop any drugs;

	●	our ability to progress our drug candidates through preclinical and clinical development;

	●	our ability to obtain the requisite regulatory approvals for our clinical trials and to begin and complete such trials according to any projected timeline;

	●	our ability to complete enrollment in our clinical trials as contemplated by any projected timeline;

	●	the likelihood that future clinical trial data will be favorable or that such trials will confirm any improvements over other products or lack negative impacts;

	●	our ability to successfully commercialize any drugs;

	●	the likelihood that patents will issue on our in-licensed patent applications;

	●	our ability to protect our intellectual property; and

	●	our ability to compete.

	●	Research and development

	●	Discontinued operations

	●	Derivative financial instruments and warrant liabilities

	●	Stock-based compensation

	●	Income taxes

	For the Three Months September 30,
	2024			2023
EXPENSES
General and administrative	$	1,145,152		$	1,336,765
Research and development		123,429			1,441,598
Total expenses		1,268,581			2,778,363

LOSS FROM OPERATIONS		(1,268,581	)		(2,778,363	)

OTHER EXPENSE (INCOME), NET
(Gain) loss on change in fair value of warrant liabilities		(1,231	)		101,112
Loss on change in fair value of derivative liabilities		495,693			—
Interest expense		408,359			367,257
Interest income		(48,082	)		—
Loss on voluntary conversion of convertible debt into common stock		27,790			—
Gain on settlements of accounts payable		(348,305	)		—
Loss on fixed asset disposal		—			21,747
Other income, net		(6,547	)		(33,454	)
Total other expense (income), net		527,677			456,662

LOSS BEFORE PROVISION FOR INCOME TAXES		(1,796,258	)		(3,235,025	)

(BENEFIT) PROVISION FOR INCOME TAXES		(2,198	)		—

NET LOSS FROM CONTINUING OPERATIONS		(1,794,060	)		(3,235,025	)

DISCONTINUED OPERATIONS
Income from discontinued operations, net of tax		—			159,507
Loss on disposal of discontinued operations, net of tax					(619,545	)
GAIN (LOSS) FROM DISCONTINUED OPERATIONS		—			(460,038	)

NET LOSS		(1,794,060	)		(3,695,063	)

Net loss attributable to non-controlling interest from discontinued operations		—			(38,526	)

Net loss available to Qualigen Therapeutics, Inc.	$	(1,794,060	)	$	(3,656,537	)
Deemed dividend arising from warrant down-round provision	$	(27,587	)	$	—

Net loss attributable to Qualigen Therapeutics, Inc		(1,821,647	)		(3,656,537	)

Net loss per common share, basic and diluted - continuing operations	$	(4.70	)	$	(32.01	)
Net loss per common share, basic and diluted - discontinued operations	$	—		$	(4.17	)
Total net loss per common share, basic and diluted	$	(4.70	)	$	(36.18	)
Weighted—average number of shares outstanding, basic and diluted		387,878			101,049

Other comprehensive loss, net of tax
Net loss	$	(1,794,060	)	$	(3,695,063	)
Foreign currency translation adjustment from discontinued operations		—			(56,747	)
Other comprehensive loss		(1,794,060	)		(3,751,810	)
Comprehensive loss attributable to noncontrolling interest from discontinued operations		—			(38,526	)
Comprehensive loss attributable to Qualigen Therapeutics, Inc.	$	(1,794,060	)	$	(3,713,284	)

	For the Nine Months September 30,
	2024			2023
EXPENSES
General and administrative	$	3,186,575		$	5,132,834
Research and development		1,242,101			3,898,061
Total expenses		4,428,676			9,030,895

LOSS FROM OPERATIONS		(4,428,676	)		(9,030,895	)

OTHER EXPENSE (INCOME), NET
Gain on change in fair value of warrant liabilities		(361,137	)		(1,377,855	)
Loss on change in fair value of derivative liabilities		321,080			—
Interest expense		808,477			1,288,908
Interest income		(48,082	)		—
Loss on issuance of convertible debt		358,279			—
(Gain) loss on voluntary conversion of convertible debt into common stock		(56,010	)		1,077,287
Loss on monthly redemptions of convertible debt into common stock		208,852			—
Gain on settlements of accounts payable		(348,305	)		—
Loss on fixed asset disposal		—			21,747
Other income, net		(9,262	)		(33,534	)
Total other expense (income), net		873,891			976,553

LOSS BEFORE PROVISION FOR INCOME TAXES		(5,302,568	)		(10,007,448	)

(BENEFIT) PROVISION FOR INCOME TAXES		800			—

NET LOSS FROM CONTINUING OPERATIONS		(5,303,368	)		(10,007,448	)

DISCONTINUED OPERATIONS
Loss from discontinued operations, net of tax		—			(683,008	)
Loss on disposal from discontinued operations, net of tax		(100,000	)		(619,545	)
LOSS FROM DISCONTINUED OPERATIONS		(100,000	)		(1,302,553	)

NET LOSS		(5,403,368	)		(11,310,001	)

Net loss attributable to non-controlling interest from discontinued operations		—			(343,038	)

Net loss available to Qualigen Therapeutics, Inc.	$	(5,403,368	)	$	(10,966,963	)
Deemed dividend arising from warrant down-round provision	$	(87,604	)	$	—

Net loss attributable to Qualigen Therapeutics, Inc		(5,490,972	)		(10,966,963	)

Net loss per common share, basic and diluted - continuing operations	$	(24.48	)	$	(99.64	)
Net loss per common share, basic and diluted - discontinued operations	$	(0.45	)	$	(9.55	)
Total net loss per common share, basic and diluted	$	(24.93	)	$	(109.19	)
Weighted—average number of shares outstanding, basic and diluted		220,221			100,434

Other comprehensive loss, net of tax
Net loss	$	(5,403,368	)	$	(11,310,001	)
Foreign currency translation adjustment from discontinued operations		—			(50,721	)
Other comprehensive loss		—			(11,360,722	)
Comprehensive loss attributable to noncontrolling interest from discontinued operations		(5,403,368	)		(343,038	)
Comprehensive loss attributable to Qualigen Therapeutics, Inc.	$	—		$	(11,017,684	)

	For the Nine Months Ended
	September 30,
	2024			2023
Net cash (used in) provided by:
Operating activities	$	(4,057,980	)	$	(4,632,677	)
Investing activities		(900,000	)		3,980,541
Financing activities		4,944,329			(440,000	)
Effect of exchange rate on cash		—			—
Net decrease in cash and restricted cash	$	(13,651	)	$	(1,092,136	)

		Incorporated by Reference
Exhibit No.	Description	Form	File No.	Exhibit	Filing Date

2.1	Contingent Value Rights Agreement, dated May 22, 2020, among the Company, John Beck in the capacity of CVR Holders’ Representative and Andrew J. Ritter in his capacity as a consultant to the Company.	8-K	001-37428	2.4	5/29/2020

3.1	Amended and Restated Certificate of Incorporation	8-K	001-37428	3.1	7/1/2015

3.2	Certificate of Amendment to the Amended and Restated Certificate of Incorporation	8-K	001-37428	3.1	9/15/2017

3.3	Certificate of Amendment to the Amended and Restated Certificate of Incorporation	8-K	001-37428	3.1	3/22/2018

3.4	Certificate of Amendment to the Amended and Restated Certificate of Incorporation	8-K	001-37428	3.1	11/1/2024

3.5	Certificate of Designation of Preferences, Rights and Limitations of Series Alpha Preferred Stock of the Company, filed with the Delaware Secretary of State on May 20, 2020	8-K	001-37428	3.1	5/29/2020

3.6	Certificate of Amendment to the Certificate of Incorporation of the Company, filed with the Delaware Secretary of State on May 22, 2020 [reverse stock split]	8-K	001-37428	3.2	5/29/2020

3.7	Certificate of Merger, filed with the Delaware Secretary of State on May 22, 2020	8-K	001-37428	3.3	5/29/2020

3.8	Certificate of Amendment to the Certificate of Incorporation of the Company, filed with the Delaware Secretary of State on May 22, 2020 [name change]	8-K	001-37428	3.4	5/29/2020

3.9	Amended and Restated Bylaws of the Company, through August 10, 2021	10-Q	001-37428	3.1	8/13/2021

3.10	Certificate of Amendment to the Amended and Restated Certificate of Incorporation, as amended	8-K	001-37428	3.1	11/22/2022

4.1	Warrant, issued by the Company in favor of Alpha Capital Anstalt, dated May 22, 2020	8-K	001-37428	10.13	5/29/2020

4.2	Form of Warrant, issued by the Company in favor of GreenBlock Capital LLC and its designees, dated May 22, 2020 [post-Merger]	8-K	001-37428	10.10	5/29/2020

4.3	Common Stock Purchase Warrant in favor of Alpha Capital Anstalt, dated July 10, 2020	8-K	001-37428	10.2	7/10/2020

4.4	Common Stock Purchase Warrant in favor of Alpha Capital Anstalt, dated August 4, 2020	8-K	001-37428	10.3	8/4/2020

4.5	“Two-Year” Common Stock Purchase Warrant for 1,348,314 shares in favor of Alpha Capital Anstalt, dated December 18, 2020	8-K	001-37428	10.3	12/18/2020

4.6	“Deferred” Common Stock Purchase Warrant for 842,696 shares in favor of Alpha Capital Anstalt, dated December 18, 2020	8-K	001-37428	10.4	12/18/2020

4.7	Form of liability classified Warrant to Purchase Common Stock	10-K	001-37428	4.13	3/31/2021

4.8	Form of “service provider” compensatory equity classified Warrant	10-K	001-37428	4.14	3/31/2021

4.9	Description of Common Stock	10-K/A	001-37428	4.9	7/7/2023

4.10	Amended and Restated Common Stock Purchase Warrant to GreenBlock Capital LLC, dated April 25, 2022	10-Q	001-37428	4.15	5/13/2022

4.11	Amended and Restated Common Stock Purchase Warrant to Christopher Nelson, dated April 25, 2022	10-Q	001-37428	4.16	5/13/2022

4.12	Common Stock Purchase Warrant for 2,500,000 shares in favor of Alpha Capital Anstalt, dated December 22, 2022	8-K	001-37428	4.1	12/22/2022

4.13	Common Stock Purchase Warrant for 900,016 shares in favor of Alpha Capital Anstalt, dated February 27, 2024	8-K	001-37428	10.3	2/27/2024

4.14	Form of Pre-Funded Warrant	8-K	001-37428	4.1	9/9/2024

4.15	Form of Placement Agent Warrant	8-K	001-37428	4.2	9/9/2024

10.1	Securities Purchase Agreement dated July 5, 2024	8-K	001-37428	10.1	7/11/2024

10.2	Securities Purchase Agreement dated July 5, 2024. (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed July 11, 2024.)	8-K	001-37428	10.1	7/15/2024

10.3	Senior Note dated June 8, 2024.	8-K	001-37428	10.2	7/15/2024

10.4	Promissory Note, dated July 12, 2024, issued by Qualigen Therapeutics, Inc. to Marizyme, Inc.	8-K	001-37428	10.1	7/18/2024

10.5	Placement Agent Agreement	8-K	001-37428	10.1	9/9/2024

31.1*	Certificate of principal executive officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*	Certificate of principal executive officer and principal financial officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS#		Inline XBRL Instance Document.

101.SCH#		Inline XBRL Taxonomy Extension Schema Document.

101.CAL#		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF#		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB#		Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE#		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover page Interactive Data File (embedded within the Inline XBRL document)

November 14, 2024	QUALIGEN THERAPEUTICS, INC.

	By:	/s/ Kevin A. Richardson
	Name:	Kevin A. Richardson
	Title:	Interim Chief Executive Officer and Chief Financial Officer